Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2014 | 15-May-14 | |
Document and Entity Information [Abstract] | ' | ' |
Entity Registrant Name | 'Data Storage Corp | ' |
Entity Central Index Key | '0001419951 | ' |
Amendment Flag | 'false | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 31-Mar-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q1 | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Entity Common Stock, Shares Outstanding | ' | 36,125,845 |
Consolidated_Balance_Sheets_Un
Consolidated Balance Sheets (Unaudited) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
Current Assets: | ' | ' |
Cash and cash equivalents | $146,458 | $87,675 |
Accounts receivable (less allowance for doubtful accounts of $15,000 in 2014 and $26,801 in 2013) | 366,501 | 258,567 |
Prepaid compensation | 6,209 | 9,052 |
Prepaid expenses and other current assets | 101,585 | 171,584 |
Total Current Assets | 620,753 | 526,878 |
Property and Equipment: | ' | ' |
Property and equipment | 3,862,847 | 3,859,528 |
Less-Accumulated depreciation | -2,844,441 | -2,728,547 |
Net Property and Equipment | 1,018,406 | 1,130,981 |
Other Assets: | ' | ' |
Goodwill | 2,201,828 | 2,201,828 |
Investment in joint venture - at equity | ' | ' |
Other assets | 3,608 | 3,608 |
Intangible assets, net | 597,521 | 658,769 |
Employee loan | 48,198 | 45,730 |
Total Other Assets | 2,851,155 | 2,909,935 |
Total Assets | 4,490,314 | 4,567,794 |
Current Liabilities: | ' | ' |
Accounts payable and accrued expenses | 904,608 | 984,866 |
Revolving credit facility | 100,292 | 100,292 |
Due to related party | 218,802 | 207,848 |
Dividend payable | 351,297 | 330,811 |
Deferred revenue | 688,688 | 703,941 |
Leases payable | 817,690 | 736,636 |
Loans payable | 70,405 | 47,312 |
Convertible debt - related parties net of discount | 693,653 | 186,215 |
Contingent collateral obligation | 350,000 | 356,204 |
Total Current Liabilities | 4,195,435 | 3,654,125 |
Deferred rental obligation | 2,593 | 5,187 |
Due to officer | 903,869 | 801,875 |
Leases payable long term | 21,116 | 86,180 |
Convertible debt - related parties | ' | 500,000 |
Total Long Term Liabilities | 927,578 | 1,393,242 |
Total Liabilities | 5,123,013 | 5,047,367 |
Stockholders' Deficit: | ' | ' |
Preferred Stock, $.001 par value; 10,000,000 shares authorized; 1,401,786 shares issued and outstanding in each period | 1,402 | 1,402 |
Common stock, par value $0.001; 250,000,000 shares authorized; 36,125,845 shares issued and outstanding in each period | 36,126 | 36,126 |
Additional paid in capital | 12,574,832 | 12,540,018 |
Accumulated deficit | -13,245,059 | -13,057,119 |
Total Stockholders' Deficit | -632,699 | -479,573 |
Total Liabilities and Stockholders' Deficit | $4,490,314 | $4,567,794 |
Consolidated_Balance_Sheets_Un1
Consolidated Balance Sheets (Unaudited) (Parenthetical) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
Balance Sheets [Abstract] | ' | ' |
Allowance for doubtful accounts related to accounts receivable | $15,000 | $26,801 |
Preferred Stock, par value | $0.00 | $0.00 |
Preferred Stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred Stock, shares issued | 1,401,786 | 1,401,786 |
Preferred Stock, shares outstanding | 1,401,786 | 1,401,786 |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 36,125,845 | 33,165,915 |
Common stock, shares outstanding | 36,125,845 | 33,165,915 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (Unaudited) (USD $) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Statements of Operations [Abstract] | ' | ' |
Sales | $1,042,963 | $1,176,178 |
Cost of sales | 620,908 | 727,114 |
Gross Profit | 422,055 | 449,064 |
Selling, general and administrative | 550,030 | 721,395 |
Loss from Operations | -127,975 | -272,331 |
Other Income (Expense) | ' | ' |
Interest income | 7 | 11 |
Amortization of debt discount | -7,438 | -1,487 |
Net loss in equity method investment | ' | ' |
Interest expense | -32,048 | -30,286 |
Total Other (Expense) | -39,479 | -31,762 |
Loss before provision for income taxes | -167,454 | -304,093 |
Provision for income taxes | ' | ' |
Net Loss | -167,454 | -304,093 |
Preferred Stock Dividend | -20,486 | -12,500 |
Net Loss Attributable to Common Shareholders | ($187,940) | ($316,593) |
Loss per Share - Basic and Diluted | ($0.01) | ($0.01) |
Weighted Average Number of Shares - Basic and Diluted | 36,125,845 | 33,165,915 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (Unaudited) (USD $) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Cash Flows from Operating Activities: | ' | ' |
Net loss | ($167,454) | ($304,093) |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' |
Depreciation and amortization | 177,142 | 225,032 |
Amortization of debt discount | 7,438 | 1,487 |
Non cash interest expense | 17,260 | 12,329 |
Deferred compensation | 2,844 | ' |
Stock based compensation | 34,813 | 58,126 |
Changes in Assets and Liabilities: | ' | ' |
Accounts receivable | -107,934 | -45,841 |
Other assets | ' | -1,948 |
Prepaid expenses and other current assets | 69,999 | 53,943 |
Employee loan | -2,470 | ' |
Accounts payable and accrued expenses | -58,434 | -51,430 |
Deferred revenue | -15,253 | -39,389 |
Deferred rent | -2,594 | -2,015 |
Due to related party | 10,954 | 12,989 |
Net Cash by Used in Operating Activities | -33,689 | -76,914 |
Cash Flows from Investing Activities: | ' | ' |
Capital expenditures | -3,318 | ' |
Net Cash Used in Investing Activities | -3,318 | ' |
Cash Flows from Financing Activities: | ' | ' |
Issuance of convertible debt | ' | 100,000 |
Repayments of capital lease obligations | ' | -28,417 |
Repayments of loan obligations | ' | 11,887 |
Repayment of contingent consideration | -6,204 | -3,105 |
Advances from officer | 101,994 | 7,847 |
Net Cash Provided by Financing Activities | 95,790 | 88,212 |
Increase in Cash and Cash Equivalents | 58,783 | 11,298 |
Cash and Cash Equivalents, Beginning of Period | 87,675 | 72,756 |
Cash and Cash Equivalents, End of Period | 146,458 | 84,054 |
Cash paid for interest | ' | ' |
Cash paid for income taxes | ' | ' |
Non cash investing and financing activities: | ' | ' |
Accrual of preferred stock dividend | 20,486 | 12,500 |
Warrants issued with convertible debt | ' | $17,851 |
Basis_of_Presentation_Organiza
Basis of Presentation, Organization and Other Matters | 3 Months Ended |
Mar. 31, 2014 | |
Basis of presentation, organization and other matters [Abstract] | ' |
Basis of presentation, organization and other matters | ' |
Note 1 - Basis of presentation, organization and other matters | |
Headquartered in Garden City, N.Y., Data Storage Corporation (“DSC” or the “Company”) offers its solutions and services to businesses within the healthcare, banking and finance, distribution services, manufacturing, construction, education, and government industries. | |
DSC derives revenues from long term subscription services and professional services related to implementation of subscription services that provide businesses in the education, government and healthcare industries protection of critical computerized data. In 2009 revenues consisted primarily of offsite data backup, de-duplication, continuous data protection and Cloud Disaster Recovery solutions, protecting information for our clients. In 2010 DSC expanded its solutions based on the asset acquisition of SafeData. In 2012 DSC continued to assimilate organizations, expanded its technology as well as technical group and positioned the new organization for growth. In October 2012 DSC purchased the software and assets of Message Logic. DSC has equipment for cloud storage and cloud computing in our data centers in Illinois, Massachusetts, Rhode Island, and New York. DSC delivers its solutions over highly reliable, redundant and secure fiber optic networks with separate and diverse routes to the Internet. The network and geographical diversity is important to clients seeking storage hosting and disaster recovery solutions, ensuring protection of data and continuity of business in the case of a network interruption. | |
Condensed Consolidated Financial Statements | |
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q. The results of operations for the three months ended March 31, 2014 are not necessarily indicative of the results of operations for the full year. The condensed consolidated balance sheet at December 31, 2013 was derived from audited consolidated financial statements but does not include all disclosures required by accounting principles generally accepted in the United States of America. The other information in these condensed consolidated financial statements is unaudited but, in the opinion of management, reflects all adjustments necessary for a fair presentation of the results for the periods covered. All such adjustments are of a normal recurring nature unless disclosed otherwise. These condensed consolidated financial statements, including notes, have been prepared in accordance with the applicable rules of the Securities and Exchange Commission and do not include all of the information and disclosures required by accounting principles generally accepted in the United States of America for complete financial statements. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and additional information as contained in our Annual Report on Form 10-K for the year ended December 31, 2013. | |
Liquidity | |
The financial statements have been prepared using accounting principles generally accepted in the United States of America applicable for a going concern, which assumes that the Company will realize its assets and discharge its liabilities in the ordinary course of business. For the three months ended March 31, 2014, the Company has generated revenues of $1,042,963 but has incurred a net loss attributed to common shareholders of $187,940. Its ability to continue as a going concern is dependent upon achieving sales growth, reduction of operation expenses and ability of the Company to obtain the necessary financing to meet its obligations and pay its liabilities arising from normal business operations when they come due, and upon profitable operations. The Company has been funded by the Mr. Charles M. Piluso, the Company’s Chief Executive Officer (“CEO”) and largest shareholder since inception as well as several Directors. It is the intention of Mr. Piluso to continue to fund the Company on an as needed basis. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2014 | |
Summary Of Significant Accounting Policies [Abstract] | ' |
Summary of Significant Accounting Policies | ' |
Note 2 - Summary of Significant Accounting Policies | |
Principles of Consolidation | |
The condensed consolidated financial statements include the accounts of the Company and its subsidiary, Data Storage Corporation, a Delaware Corporation. All significant inter-company transactions and balances have been eliminated in consolidation. | |
Equity Investments | |
Equity investments in which the Company exercises significant influence but does not control and is not the primary beneficiary are accounted for using the equity method. The Company's share of its equity method investee’s earnings or losses are included in other income in the accompanying Condensed Consolidated Statements of Operations. | |
Use of Estimates | |
The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from these estimates. | |
Estimated Fair Value of Financial Instruments | |
The Company's financial instruments include cash, accounts receivable, accounts payable, line of credit and due to related parties. Management believes the estimated fair value of these accounts at March 31, 2014 approximate their carrying value as reflected in the balance sheets due to the short-term nature of these instruments or the use of market interest rates for debt instruments. The carrying values of certain of the Company’s notes payable and capital lease obligations approximate their fair values based upon a comparison of the interest rate and terms of such debt given the level of risk to the rates and terms of similar debt currently available to the Company in the marketplace. | |
Goodwill and Other Intangibles | |
In accordance with GAAP, the Company tests goodwill and other intangible assets for impairment on at least an annual basis. Goodwill impairment exists if the net book value of a reporting unit exceeds its estimated fair value. The impairment testing is performed in two steps: (i) the Company determines impairment by comparing the fair value of a reporting unit with its carrying value, and (ii) if there is an impairment, the Company measures the amount of impairment loss by comparing the implied fair value of goodwill with the carrying amount of that goodwill. To determine the fair value of these intangible assets, the Company uses many assumptions and estimates using a market participant approach that directly impact the results of the testing. In making these assumptions and estimates, the Company uses industry accepted valuation models and set criteria that are reviewed and approved by various levels of management. | |
In September 2011, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update ("ASU") 2011-08, "Intangibles-Goodwill and Other (Topic 350): Testing Goodwill for Impairment", to allow entities to use a qualitative approach to test goodwill for impairment. ASU 2011-08 permits an entity to first perform a qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value. If it is concluded that this is the case, it is necessary to perform the currently prescribed two-step goodwill impairment test. Otherwise, the two-step goodwill impairment test is not required. The Company adopted ASU 2011-08 in fiscal 2013 and thus performed a qualitative assessment. This adoption did not have a material impact on the Company's condensed consolidated financial statements. | |
Revenue Recognition | |
The Company’s revenues consist principally of cloud storage and cloud computing revenues, SaaS and IaaS. Storage revenues consist of monthly charges related to the storage of materials or data (generally on a per unit basis). Sales are generally recorded in the month the service is provided. For customers who are billed on an annual basis, deferred revenue is recorded and amortized over the life of the contract. Set up fees charged in connection with storage contracts are deferred and recognized on a straight line basis over the life of the contract. | |
Net Income (Loss) Per Common Share | |
In accordance with FASB ASC 260-10-5 Earnings Per Share, basic income (loss) per share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. Diluted earnings per share is computed by dividing net income (loss) adjusted for income or loss that would result from the assumed conversion of potential common shares from contracts that may be settled in stock or cash by the weighted average number of shares of common stock, common stock equivalents and potentially dilutive securities outstanding during each period. The inclusion of the potential common shares to be issued have an anti-dilutive effect on diluted loss per share and therefore they are not included in the calculation. Potentially dilutive securities at March 31, 2014 include 5,255,964 options and 133,334 warrants. |
Property_and_Equipment
Property and Equipment | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Property and Equipment [Abstract] | ' | ||||||||
Property and Equipment | ' | ||||||||
Note 3 - Property and Equipment | |||||||||
Property and equipment, at cost, consist of the following: | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Storage equipment | $ | 2,205,243 | $ | 2,205,243 | |||||
Website and software | 622,667 | 622,667 | |||||||
Furniture and fixtures | 23,861 | 23,861 | |||||||
Computer hardware and software | 91,687 | 91,687 | |||||||
Data Center Equipment | 919,389 | 916,070 | |||||||
3,862,847 | 3,859,528 | ||||||||
Less: Accumulated depreciation | 2,844,441 | 2,728,547 | |||||||
Net property and equipment | $ | 1,018,406 | $ | 1,130,981 | |||||
Depreciation expense for the three months ended March 31, 2014 and 2013 was $115,894 and $163,784, respectively. |
Goodwill_and_Intangible_Assets
Goodwill and Intangible Assets | 3 Months Ended | |||||||||
Mar. 31, 2014 | ||||||||||
Goodwill and Intangible Assets [Abstract] | ' | |||||||||
Goodwill and Intangible Assets | ' | |||||||||
Note 4 - Goodwill and Intangible Assets | ||||||||||
Goodwill and intangible assets consisted of the following: | ||||||||||
31-Mar-14 | ||||||||||
Estimated life | Gross | Accumulated | ||||||||
in years | amount | Amortization | ||||||||
Goodwill | Indefinite | $ | 2,201,828 | - | ||||||
Intangible Assets | ||||||||||
Intangible assets not subject to amortization | ||||||||||
Trademarks | Indefinite | 294,268 | - | |||||||
Intangible assets subject to amortization | ||||||||||
Customer list | 15-May | 897,274 | 607,675 | |||||||
Non-compete agreements | 4 | 262,147 | 248,493 | |||||||
Total Intangible Assets | 1,453,689 | 856,168 | ||||||||
Total Goodwill and Intangible Assets | $ | 3,655,517 | $ | 856,168 | ||||||
Scheduled amortization over the next five years as follows: | ||||||||||
For The Twelve Months ending March 31, | ||||||||||
2014 | $ | 193,108 | ||||||||
2015 | 61,639 | |||||||||
2016 | 30,635 | |||||||||
2017 | 17,871 | |||||||||
Total | $ | 303,253 | ||||||||
Amortization expense for the three months ended March 31, 2014 and 2013 was $61,248 and $61,248 respectively. | ||||||||||
Investment_in_At_Equity
Investment in At Equity | 3 Months Ended | ||||
Mar. 31, 2014 | |||||
Joint Venture [Abstract] | ' | ||||
Investment in At Equity | ' | ||||
Note 5 – Investment in At Equity | |||||
The Company has a 50% non-controlling ownership interest in Secure Infrastructure & Services, LLC who provides infrastructure-as-a-Service (IaaS) for IBM iSeries and AIX v7 systems, Power HA services and network infrastructure hardware and services as needed to support the IaaS and PowerHA implementation and ongoing needs for customers and services sold under the Company. ASC 810 requires the Company to evaluate non-consolidated entities periodically and as circumstances change to determine if an implied controlling interest exists. During Fiscal 2013, the Company evaluated this equity investment and concluded that this is a variable interest entity and the Company is not the primary beneficiary. Secure Infrastructure & Services, LLC's fiscal year end is December 31. | |||||
The following presents unaudited summary financial information for Secure Infrastructure & Services, LLC. Such summary financial information has been provided herein based upon the individual significance of this unconsolidated equity investment to the consolidated financial information of the Company. | |||||
March 31, | |||||
2014 | |||||
Current assets | $ | 100,308 | |||
Non-current assets | $ | 38,013 | |||
Current liabilities | $ | 141,083 | |||
Members' equity | $ | (2,762 | ) | ||
The investment balance carried on the Company's balance sheet amounts to $0 as of March 31, 2014. | |||||
Three Months | |||||
Ended | |||||
March 31, | |||||
2014 | |||||
Net sales | $ | 132,000 | |||
Gross profit | $ | 46,200 | |||
Operating expenses | $ | 46,200 | |||
Net income(loss) | $ | - | |||
The Company's share of the net income from Secure Infrastructure & Services, LLC for the three months ended March 31, 2014 was $0. |
Capital_Lease_Obligations
Capital Lease Obligations | 3 Months Ended | ||||
Mar. 31, 2014 | |||||
Capital Lease Obligations [Abstract] | ' | ||||
Capital lease obligations | ' | ||||
Note 6 – Capital Lease Obligations | |||||
The Company acquired capital leases in the acquisition of SafeData. The economic substance of the leases is that the Company is financing the acquisitions through the leases and accordingly, they are recorded in the Company’s assets and liabilities. The leases are payable to Systems Trading, Inc. and IBM with combined monthly installments of $32,783 through various dates in 2011 and 2015. The leases are secured with the computer equipment. Interest rates on capitalized leases vary from 6%-12% and are imputed based on the lower of the Company’s incremental borrowing rate at the inception of each lease or the lessor’s implicit rate of return. | |||||
Future minimum lease payments under the capital leases are as follows: | |||||
As of March 31, 2014 | $ | 851,005 | |||
Less amount representing interest | (12,199 | ) | |||
Total obligations under capital leases | 838,806 | ||||
Less current portion of obligations under capital leases | (817,690 | ) | |||
Long-term obligations under capital leases | $ | 21,116 | |||
Long-term obligations under capital leases at March 31, 2014 mature as follows: | |||||
For the twelve months ending March 31, | |||||
2015 | $ | 817,690 | |||
2016 | 21,116 | ||||
$ | 838,806 | ||||
The assets held under the capital leases are included in property and equipment as follows: | |||||
Equipment | $ | 1,571,784 | |||
Less: accumulated depreciation | (989,212 | ) | |||
$ | 582,572 | ||||
Commitments_and_Contingencies
Commitments and Contingencies | 3 Months Ended | ||||
Mar. 31, 2014 | |||||
Commitments and Contingencies [Abstract] | ' | ||||
Commitments and Contingencies | ' | ||||
Note 7 - Commitments and Contingencies | |||||
Revolving Credit Facility | |||||
On January 31, 2008 the Company entered into a revolving credit line with a bank. The credit facility provides for $100,000 at prime plus .5%, 3.75% at March 31, 2014, and is secured by all assets of the Company and personally guaranteed by the Company’s principal shareholder. As of March 31, 2014, the Company owed $100,292 under this agreement. | |||||
Loan Payable | |||||
On August 4, 2010, the Company entered into a note payable with Systems Trading, LLC in settlement of past due balances owed to SafeData related to certain capital leases. The note bears interest at 4%, and is due in 24 equal installments of $11,927 commencing February 4, 2011 through January 4, 2013. The note payable is in arrears and has a balance as of March 31, 2014 is $70,405. | |||||
Contingent Collateral Obligation | |||||
In connection with the 2012 acquisition of Message Logic, LLC, the Company acquired software subject to a UCC filing in the amount of $350,000 plus accrued interest. The company believes that it will pay this lien regardless of whether they are required to pay any of the contingent purchase price and accordingly the liability has been recorded on the Company’s balance sheet. | |||||
Operating Leases | |||||
The Company currently leases office space in Garden City, NY, and Warwick, RI and data centers in Westbury, NY and Waltham, MA. | |||||
The Company leases a data center in Westbury, NY on a month to month basis. Monthly rent is $1,500, plus utilities and the lease is with the Chairman of the Company. | |||||
The Company leases space in a data center in Waltham, MA. The lease calls for monthly payments under an annually renewable contract for space and services. The payments are approximately $29,000 per month depending upon services used and the current contract expires June 30, 2014. | |||||
The lease for office space in Garden City, NY calls for escalating monthly payments ranging from $6,056 to $6,617 plus a portion of the operating expenses through June 2014 | |||||
Minimum obligations under these lease agreements are as follows: | |||||
For the twelve months ending March 31, | |||||
2015 | $ | 47,742 | |||
2016 | 27,888 | ||||
2017 | 29,384 | ||||
2018 | 29,520 | ||||
Thereafter | 2,460 | ||||
$ | 136,994 | ||||
Rent expense for the three months ended March 31, 2014 and March 31, 2013 was $27,570 and $40,661 respectively. | |||||
Related_Party_Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2014 | |
Related Party Transactions [Abstract] | ' |
Related Party Transactions | ' |
Note 8 - Related Party Transactions | |
Due to related party represents rent accrued to a partnership controlled by Mr. Piluso for the New York Data Center in New York. The rent expense for the data center is $1,500 per month. | |
As of March 31, 2014 the Company owed Mr. Piluso $903,869. These advances bear no interest and have no stated terms of repayment. |
Convertible_Debt
Convertible Debt | 3 Months Ended |
Mar. 31, 2014 | |
Convertible Debt [Abstract] | ' |
Convertible debt | ' |
Note 9 – Convertible debt | |
Related Party | |
On January 31, 2012 the Company entered into a $500,000 convertible promissory note with a director of the company. The note is convertible into the Company’s common stock at $0.85 per share and carries interest at 10%. Interest is payable quarterly through the maturity date of January 31, 2015. DSC has accrued interest on this note totaling$45,890 and is in arrears on its interest payments. | |
On February 28, 2013 the Company entered into a $100,000 convertible promissory note with a director of the company carries interest at 10%. Interest is payable quarterly through the maturity date of February 28, 2014. The Company issued 66,667 warrants valued at of $17,851 which was recorded as a discount to the convertible promissory note. The note is convertible into common stock at $0.15 per share. In 2014, the Company defaulted on this note and is subject to additional interest of 5% per annum as well as additional 10% warrants for each year in default. | |
.On August 9, 2013 the Company entered into a $100,000 convertible promissory note with the CEO of the Company. The convertible promissory note is convertible at $0.15and carries interest at 10%. Interest is payable quarterly through the maturity date of April 30, 2014. The Company issued 66,667 warrants valued at $17,851 in connection with this agreement, which was recorded as a discount to the convertible promissory notes based on its relative fair value with an offset to additional paid-in capital. |
Stockholders_Equity
Stockholders' Equity | 3 Months Ended | ||||||||||||
Mar. 31, 2014 | |||||||||||||
Stockholders' Equity [Abstract] | ' | ||||||||||||
Stockholders' Equity | ' | ||||||||||||
Note 10 - Stockholders’ Equity | |||||||||||||
Capital Stock | |||||||||||||
The Company has 260,000,000 shares of capital stock authorized, consisting of 250,000,000 shares of common stock, par value $0.001, 10,000,000 shares of Series A Preferred Stock, par value $0.001 per share. | |||||||||||||
Common Stock Options | |||||||||||||
2008 Equity Incentive Plan | |||||||||||||
In October 2008, the Company’s board of directors (the “Board”) adopted, the 2008 Equity Incentive Plan (the “2008 Plan”). Under the 2008 Plan, we may grant options (including incentive stock options) to purchase our common stock or restricted stock awards to our employees, consultants or non-employee directors. The 2008 Plan is administered by the Board. Awards may be granted pursuant to the 2008 Plan for 10 years from the date the Board approved the 2008 Plan. Any grant under the 2008 Plan may be repriced, replaced or regranted at the discretion of the Board. From time to time, we may issue awards pursuant to the 2008 Plan. | |||||||||||||
The material terms of options granted under the 2008 Plan (all of which have been nonqualified stock options) are consistent with the terms described in the footnotes to the "Outstanding Equity Awards at Fiscal Year-End December 31, 2011”, including 5 year graded vesting schedules and exercise prices equal to the fair market value of our common stock on the date of grant. Stock grants made under the 2008 Plan have not been subject to vesting requirements. The 2008 Plan was terminated with respect to the issuance of new awards as of February 3, 2012. There are 3,075,938 options outstanding under this plan as of March 31, 2014. | |||||||||||||
2010 Incentive Award Plan | |||||||||||||
The Company has reserved 2,000,000 shares of common stock for issuance under the terms of the Data Storage Corporation 2010 Incentive Award Plan (the “2010 Plan”). The 2010 Plan is intended to promote the interests of the Company by attracting and retaining exceptional employees, consultants, directors, officers and independent contractors (collectively referred to as the “Participants”), and enabling such Participants to participate in the long-term growth and financial success of the Company. Under the 2010 Plan, the Company may grant stock options, which are intended to qualify as “incentive stock options” under Section 422 of the Internal Revenue Code of 1986, as amended, non-qualified stock options, stock appreciation rights and restricted stock awards, which are restricted shares of common stock (collectively referred to as “Incentive Awards”). Incentive Awards may be granted pursuant to the 2010 Plan for 10 years from the Effective Date. From time to time, we may issue Incentive Awards pursuant to the 2010 Plan. Each of the awards will be evidenced by and issued under a written agreement. | |||||||||||||
On April 23, 2012, the Board of Directors of the Company amended and restated the Data Storage Corporation 2010 Plan. The 2010 Plan, as amended and restated, has been renamed the “Amended and Restated Data Storage Corporation Incentive Award Plan”. The new plan provides for flexibility in vesting periods and includes a limit of $100,000 per employee per year for incentive stock options | |||||||||||||
There are 3,845,146 options outstanding under this plan as of March 31, 2014. There were 1,154,854 shares available for future grants under the plans. | |||||||||||||
A summary of the Company's option activity and related information follows: | |||||||||||||
Number of | Range of | Weighted Average | |||||||||||
Shares | Option Price | Exercise Price | |||||||||||
Under Options | Per Share | ||||||||||||
Options Outstanding at January 1, 2014 | 6,921,084 | $ | 0.02 - 0.85 | $ | 0.24 | ||||||||
Options Granted | - | - | - | ||||||||||
Options Exercised | - | - | - | ||||||||||
Options Expired | - | - | - | ||||||||||
Options Outstanding at March 31, 2014 | 6,921,084 | $ | 0.02 - 0.85 | $ | 0.24 | ||||||||
Options Exercisable at March 31, 2014 | 5,255,964 | 0.02 - 0.85 | $ | 0.24 | |||||||||
Share-based compensation expense for options totaling $37,657 and $58,125 was recognized in our results for the three months ended March 31, 2014 and 2013, respectively is based on awards vested. | |||||||||||||
The valuation methodology used to determine the fair value of the options issued during the year was the Black-Scholes option-pricing model. The Black-Scholes model requires the use of a number of assumptions including volatility of the stock price, the average risk-free interest rate, and the weighted average expected life of the options. | |||||||||||||
The risk-free interest rate assumption is based upon observed interest rates on zero coupon U.S. Treasury bonds whose maturity period is appropriate for the term of the Warrants and is calculated by using the average daily historical stock prices through the day preceding the grant date. | |||||||||||||
Estimated volatility is a measure of the amount by which the Company’s stock price is expected to fluctuate each year during the expected life of the award. The Company’s estimated volatility is an average of the historical volatility of peer entities whose stock prices were publicly available. The Company’s calculation of estimated volatility is based on historical stock prices of these peer entities over a period equal to the expected life of the awards. The Company uses the historical volatility of peer entities due to the lack of sufficient historical data of its stock price. | |||||||||||||
As of March 31, 2014, there was $241,513 of total unrecognized compensation expense related to unvested employee options granted under the Company’s share based compensation plans that is expected to be recognized over a weighted average period of approximately 1.7 years. | |||||||||||||
Common Stock Warrants | |||||||||||||
A summary of the Company's warrant activity and related information follows: | |||||||||||||
Number of | Range of | Weighted | |||||||||||
Shares | Warrants Price | Average | |||||||||||
Under Warrants | Per Share | Exercise Price | |||||||||||
Warrants Outstanding at January 1, 2014 | 133,334 | $ | 0.01-0.02 | $ | 0.01 | ||||||||
Warrants Granted | - | - | - | ||||||||||
Warrants Exercised | - | - | - | ||||||||||
Warrants Cancelled | - | - | - | ||||||||||
Warrants Outstanding at March 31, 2014 | 133,334 | 0.01 - 0.02 | 0.01 | ||||||||||
Warrants Exercisable at March 31, 2014 | 133,334 | 0.01 - 0.02 | 0.01 |
Litigation
Litigation | 3 Months Ended |
Mar. 31, 2014 | |
Litigation [Abstract] | ' |
Litigation | ' |
Note 11 - Litigation | |
The Company has been named as a defendant in a lawsuit filed in New York State Supreme Court, Nassau County, by Richard Rebetti, the Company's former Chief Operating Officer. In the lawsuit, Rebetti v. Data Storage Corp. and Charles M. Piluso, Rebetti asserts claims for unpaid wages in the amount of $67,392 plus statutory damages and counsel fees. The Company intends to vigorously defend against this action and believes that it has counterclaims against Rebetti, and intends to interpose same in the action. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2014 | |
Summary Of Significant Accounting Policies [Abstract] | ' |
Principles of Consolidation | ' |
Principles of Consolidation | |
The condensed consolidated financial statements include the accounts of the Company and its subsidiary, Data Storage Corporation, a Delaware Corporation. All significant inter-company transactions and balances have been eliminated in consolidation. | |
Equity Investments | ' |
Equity Investments | |
Equity investments in which the Company exercises significant influence but does not control and is not the primary beneficiary are accounted for using the equity method. The Company's share of its equity method investee’s earnings or losses are included in other income in the accompanying Condensed Consolidated Statements of Operations. | |
Use of Estimates | ' |
Use of Estimates | |
The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from these estimates. | |
Estimated Fair Value of Financial Instruments | ' |
Estimated Fair Value of Financial Instruments | |
The Company's financial instruments include cash, accounts receivable, accounts payable, line of credit and due to related parties. Management believes the estimated fair value of these accounts at March 31, 2014 approximate their carrying value as reflected in the balance sheets due to the short-term nature of these instruments or the use of market interest rates for debt instruments. The carrying values of certain of the Company’s notes payable and capital lease obligations approximate their fair values based upon a comparison of the interest rate and terms of such debt given the level of risk to the rates and terms of similar debt currently available to the Company in the marketplace. | |
Goodwill and Other Intangibles | ' |
Goodwill and Other Intangibles | |
In accordance with GAAP, the Company tests goodwill and other intangible assets for impairment on at least an annual basis. Goodwill impairment exists if the net book value of a reporting unit exceeds its estimated fair value. The impairment testing is performed in two steps: (i) the Company determines impairment by comparing the fair value of a reporting unit with its carrying value, and (ii) if there is an impairment, the Company measures the amount of impairment loss by comparing the implied fair value of goodwill with the carrying amount of that goodwill. To determine the fair value of these intangible assets, the Company uses many assumptions and estimates using a market participant approach that directly impact the results of the testing. In making these assumptions and estimates, the Company uses industry accepted valuation models and set criteria that are reviewed and approved by various levels of management. | |
In September 2011, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update ("ASU") 2011-08, "Intangibles-Goodwill and Other (Topic 350): Testing Goodwill for Impairment", to allow entities to use a qualitative approach to test goodwill for impairment. ASU 2011-08 permits an entity to first perform a qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value. If it is concluded that this is the case, it is necessary to perform the currently prescribed two-step goodwill impairment test. Otherwise, the two-step goodwill impairment test is not required. The Company adopted ASU 2011-08 in fiscal 2013 and thus performed a qualitative assessment. This adoption did not have a material impact on the Company's condensed consolidated financial statements. | |
Revenue Recognition | ' |
Revenue Recognition | |
The Company’s revenues consist principally of cloud storage and cloud computing revenues, SaaS and IaaS. Storage revenues consist of monthly charges related to the storage of materials or data (generally on a per unit basis). Sales are generally recorded in the month the service is provided. For customers who are billed on an annual basis, deferred revenue is recorded and amortized over the life of the contract. Set up fees charged in connection with storage contracts are deferred and recognized on a straight line basis over the life of the contract. | |
Net Income (Loss) Per Common Share | ' |
Net Income (Loss) Per Common Share | |
In accordance with FASB ASC 260-10-5 Earnings Per Share, basic income (loss) per share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. Diluted earnings per share is computed by dividing net income (loss) adjusted for income or loss that would result from the assumed conversion of potential common shares from contracts that may be settled in stock or cash by the weighted average number of shares of common stock, common stock equivalents and potentially dilutive securities outstanding during each period. The inclusion of the potential common shares to be issued have an anti-dilutive effect on diluted loss per share and therefore they are not included in the calculation. Potentially dilutive securities at March 31, 2014 include 5,255,964 options and 133,334 warrants. |
Property_and_Equipment_Tables
Property and Equipment (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Property and Equipment [Abstract] | ' | ||||||||
Schedule of property and equipment | ' | ||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Storage equipment | $ | 2,205,243 | $ | 2,205,243 | |||||
Website and software | 622,667 | 622,667 | |||||||
Furniture and fixtures | 23,861 | 23,861 | |||||||
Computer hardware and software | 91,687 | 91,687 | |||||||
Data Center Equipment | 919,389 | 916,070 | |||||||
3,862,847 | 3,859,528 | ||||||||
Less: Accumulated depreciation | 2,844,441 | 2,728,547 | |||||||
Net property and equipment | $ | 1,018,406 | $ | 1,130,981 | |||||
Goodwill_and_Intangible_Assets1
Goodwill and Intangible Assets (Tables) | 3 Months Ended | |||||||||
Mar. 31, 2014 | ||||||||||
Goodwill and Intangible Assets [Abstract] | ' | |||||||||
Schedule of goodwill and intangible assets | ' | |||||||||
31-Mar-14 | ||||||||||
Estimated life | Gross | Accumulated | ||||||||
in years | amount | Amortization | ||||||||
Goodwill | Indefinite | $ | 2,201,828 | - | ||||||
Intangible Assets | ||||||||||
Intangible assets not subject to amortization | ||||||||||
Trademarks | Indefinite | 294,268 | - | |||||||
Intangible assets subject to amortization | ||||||||||
Customer list | 15-May | 897,274 | 607,675 | |||||||
Non-compete agreements | 4 | 262,147 | 248,493 | |||||||
Total Intangible Assets | 1,453,689 | 856,168 | ||||||||
Total Goodwill and Intangible Assets | $ | 3,655,517 | $ | 856,168 | ||||||
Scheduled amortization over next five years | ' | |||||||||
For The Twelve Months ending March 31, | ||||||||||
2014 | $ | 193,108 | ||||||||
2015 | 61,639 | |||||||||
2016 | 30,635 | |||||||||
2017 | 17,871 | |||||||||
Total | $ | 303,253 |
Investment_in_At_Equity_Tables
Investment in At Equity (Tables) | 3 Months Ended | ||||
Mar. 31, 2014 | |||||
Joint Venture [Abstract] | ' | ||||
Summary of financial information of unconsolidated equity investment | ' | ||||
March 31, | |||||
2014 | |||||
Current assets | $ | 100,308 | |||
Non-current assets | $ | 38,013 | |||
Current liabilities | $ | 141,083 | |||
Members' equity | $ | (2,762 | ) | ||
Summary of net income or loss of unconsolidated equity investment | ' | ||||
Three Months Ended | |||||
March 31, | |||||
2014 | |||||
Net sales | $ | 132,000 | |||
Gross profit | $ | 46,200 | |||
Operating expenses | $ | 46,200 | |||
Net income(loss) | $ | - | |||
Capital_Lease_Obligations_Tabl
Capital Lease Obligations (Tables) | 3 Months Ended | ||||
Mar. 31, 2014 | |||||
Capital Lease Obligations [Abstract] | ' | ||||
Summary of future minimum lease payments under capital leases | ' | ||||
As of March 31, 2014 | $ | 851,005 | |||
Less amount representing interest | (12,199 | ) | |||
Total obligations under capital leases | 838,806 | ||||
Less current portion of obligations under capital leases | (817,690 | ) | |||
Long-term obligations under capital leases | $ | 21,116 | |||
Summary of long-term obligations under capital leases | ' | ||||
For the twelve months ending March 31, | |||||
2015 | $ | 817,690 | |||
2016 | 21,116 | ||||
$ | 838,806 | ||||
Summary of assets held under capital leases included in property and equipment | ' | ||||
Equipment | $ | 1,571,784 | |||
Less: accumulated depreciation | (989,212 | ) | |||
$ | 582,572 | ||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 3 Months Ended | ||||
Mar. 31, 2014 | |||||
Commitments and Contingencies [Abstract] | ' | ||||
Schedule of minimum obligations under operating lease agreements | ' | ||||
For the twelve months ending March 31, | |||||
2015 | $ | 47,742 | |||
2016 | 27,888 | ||||
2017 | 29,384 | ||||
2018 | 29,520 | ||||
Thereafter | 2,460 | ||||
$ | 136,994 | ||||
Stockholders_Equity_Tables
Stockholders' Equity (Tables) | 3 Months Ended | ||||||||||||
Mar. 31, 2014 | |||||||||||||
Warrants [Member] | ' | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ||||||||||||
Summary of option/warrant activity | ' | ||||||||||||
Number of | Range of | Weighted | |||||||||||
Shares | Warrants Price | Average | |||||||||||
Under Warrants | Per Share | Exercise Price | |||||||||||
Warrants Outstanding at January 1, 2014 | 133,334 | $ | 0.01-0.02 | $ | 0.01 | ||||||||
Warrants Granted | - | - | - | ||||||||||
Warrants Exercised | - | - | - | ||||||||||
Warrants Cancelled | - | - | - | ||||||||||
Warrants Outstanding at March 31, 2014 | 133,334 | 0.01 - 0.02 | 0.01 | ||||||||||
Warrants Exercisable at March 31, 2014 | 133,334 | 0.01 - 0.02 | 0.01 | ||||||||||
Options [Member] | ' | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ||||||||||||
Summary of option/warrant activity | ' | ||||||||||||
Number of | Range of | Weighted Average | |||||||||||
Shares | Option Price | Exercise Price | |||||||||||
Under Options | Per Share | ||||||||||||
Options Outstanding at January 1, 2014 | 6,921,084 | $ | 0.02 - 0.85 | $ | 0.24 | ||||||||
Options Granted | - | - | - | ||||||||||
Options Exercised | - | - | - | ||||||||||
Options Expired | - | - | - | ||||||||||
Options Outstanding at March 31, 2014 | 6,921,084 | $ | 0.02 - 0.85 | $ | 0.24 | ||||||||
Options Exercisable at March 31, 2014 | 5,255,964 | 0.02 - 0.85 | $ | 0.24 |
Basis_of_Presentation_Organiza1
Basis of Presentation, Organization and Other Matters (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Basis of presentation, organization and other matters (Textual) | ' | ' |
Revenues | $1,042,963 | $1,176,178 |
Net loss | ($167,454) | ($304,093) |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Details) | 3 Months Ended |
Mar. 31, 2014 | |
Options [Member] | ' |
Summary of Significant Accounting Policies (Textual) | ' |
Potentially dilutive securities | 5,255,964 |
Warrants [Member] | ' |
Summary of Significant Accounting Policies (Textual) | ' |
Potentially dilutive securities | 133,334 |
Property_and_Equipment_Details
Property and Equipment (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
Schedule of property and equipment | ' | ' |
Property and equipment | $3,862,847 | $3,859,528 |
Less - Accumulated depreciation | 2,844,441 | 2,728,547 |
Net Property and Equipment | 1,018,406 | 1,130,981 |
Storage equipment [Member] | ' | ' |
Schedule of property and equipment | ' | ' |
Property and equipment | 2,205,243 | 2,205,243 |
Website and software [Member] | ' | ' |
Schedule of property and equipment | ' | ' |
Property and equipment | 622,667 | 622,667 |
Furniture and fixtures [Member] | ' | ' |
Schedule of property and equipment | ' | ' |
Property and equipment | 23,861 | 23,861 |
Computer hardware and software [Member] | ' | ' |
Schedule of property and equipment | ' | ' |
Property and equipment | 91,687 | 91,687 |
Data Center Equipment [Member] | ' | ' |
Schedule of property and equipment | ' | ' |
Property and equipment | $919,389 | $916,070 |
Property_and_Equipment_Details1
Property and Equipment (Details Textual) (USD $) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Property and Equipment (Textual) | ' | ' |
Depreciation expense | $115,894 | $163,784 |
Goodwill_and_Intangible_Assets2
Goodwill and Intangible Assets (Details) (USD $) | 3 Months Ended |
Mar. 31, 2014 | |
Schedule of goodwill and intangible assets | ' |
Goodwill, Gross amount | $2,201,828 |
Goodwill, Accumulated Amortization | ' |
Intangible assets not subject to amortization | ' |
Trademarks, Gross amount | 294,268 |
Trademarks, Accumulated Amortization | ' |
Intangible assets subject to amortization | ' |
Customer list, Gross amount | 897,274 |
Customer lists, Accumulated Amortization | 607,675 |
Non-compete agreements, Gross amount | 262,147 |
Non-compete agreements, Accumulated Amortization | 248,493 |
Total Intangible Assets, Gross amount | 1,453,689 |
Total Intangible Assets, Accumulated Amortization | 856,168 |
Total Goodwill and Intangible Assets, Gross amount | 3,655,517 |
Total Goodwill and Intangible Assets, Accumulated Amortization | $856,168 |
Goodwill, Estimated life in Years | 'Indefinite. |
Trademarks, Estimated life in Years | 'Indefinite. |
Non-compete agreements [Member] | ' |
Intangible assets subject to amortization | ' |
Intangible assets subject to amortization, Estimated life in Years | '4 years |
Minimum [Member] | Customer list [Member] | ' |
Intangible assets subject to amortization | ' |
Intangible assets subject to amortization, Estimated life in Years | '5 years |
Maximum [Member] | Customer list [Member] | ' |
Intangible assets subject to amortization | ' |
Intangible assets subject to amortization, Estimated life in Years | '15 years |
Goodwill_and_Intangible_Assets3
Goodwill and Intangible Assets (Details 1) (USD $) | Mar. 31, 2014 |
Scheduled amortization over next five years | ' |
2014 | $193,108 |
2015 | 61,639 |
2016 | 30,635 |
2017 | 17,871 |
Total | $303,253 |
Goodwill_and_Intangible_Assets4
Goodwill and Intangible Assets (Details Textual) (USD $) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Goodwill and Intangible Assets (Textual) | ' | ' |
Amortization expense | $61,248 | $61,248 |
Investment_in_At_Equity_Detail
Investment in At Equity (Details) (Secure Infrastructure & Services, LLC [Member], USD $) | Mar. 31, 2014 |
Secure Infrastructure & Services, LLC [Member] | ' |
Summary of financial information of unconsolidated equity investment | ' |
Current assets | $100,308 |
Non-current assets | 38,013 |
Current liabilities | 141,083 |
Members' equity | ($2,762) |
Investment_in_At_Equity_Detail1
Investment in At Equity (Details 1) (USD $) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Summary of net income or loss of unconsolidated equity investment | ' | ' |
Net income (loss) | ' | ' |
Secure Infrastructure & Services, LLC [Member] | ' | ' |
Summary of net income or loss of unconsolidated equity investment | ' | ' |
Net sales | 132,000 | ' |
Gross profit | 46,200 | ' |
Operating expenses | 46,200 | ' |
Net income (loss) | ' | ' |
Investment_in_At_Equity_Detail2
Investment in At Equity (Details Textual) (USD $) | 3 Months Ended |
Mar. 31, 2014 | |
Joint Venture (Textual) | ' |
Non-controlling ownership interest | 50.00% |
Loss from joint venture | $0 |
Investment carried amount to balance sheet | $0 |
Capital_Lease_Obligations_Deta
Capital Lease Obligations (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
Future minimum lease payments under capital | ' | ' |
As of March 31, 2014 | $851,005 | ' |
Less amount representing interest | -12,199 | ' |
Total obligations under capital leases | 838,806 | ' |
Less current portion of obligations under capital leases | -817,690 | -736,636 |
Long-term obligations under capital leases | $21,116 | $86,180 |
Capital_Lease_Obligations_Deta1
Capital Lease Obligations (Details 1) (USD $) | Mar. 31, 2014 |
Summary of long-term obligations under capital leases | ' |
2015 | $817,690 |
2016 | 21,116 |
Total obligations under capital leases | $838,806 |
Capital_Lease_Obligations_Deta2
Capital Lease Obligations (Details 2) (USD $) | Mar. 31, 2014 |
Summary of assets held under capital leases included in property and equipment | ' |
Equipment | $1,571,784 |
Less: accumulated depreciation | -989,212 |
Total | $582,572 |
Capital_Lease_Obligations_Deta3
Capital Lease Obligations (Details Textual) (USD $) | 3 Months Ended |
Mar. 31, 2014 | |
Capital lease obligations (Textual) | ' |
Capital lease combined monthly installments payable to Systems Trading, Inc. and IBM | $32,783 |
Interest rates on capitalized leases, minimum | 6.00% |
Interest rates on capitalized leases, maximum | 12.00% |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details) (USD $) | Mar. 31, 2014 |
Schedule of minimum obligations under operating lease agreements | ' |
2015 | $47,742 |
2016 | 27,888 |
2017 | 29,384 |
2018 | 29,520 |
Thereafter | 2,460 |
Total | $136,994 |
Commitments_and_Contingencies_2
Commitments and Contingencies (Details Textual) (USD $) | 0 Months Ended | 1 Months Ended | 3 Months Ended | |
Aug. 04, 2010 | Jan. 31, 2008 | Mar. 31, 2014 | Mar. 31, 2013 | |
Commitments and Contingencies (Textual) | ' | ' | ' | ' |
Rent expenses per month | ' | ' | $1,500 | ' |
Total debt amount available under revolving credit facility | ' | 100,000 | ' | ' |
Amount owed under credit facility | ' | ' | 100,292 | ' |
Interest rate on revolving credit facility excluding prime rate, Minimum | ' | 0.50% | ' | ' |
Interest rate on revolving credit facility excluding prime rate, Maximum | ' | 3.75% | ' | ' |
Interest rate on notes payable | 4.00% | ' | ' | ' |
Notes payable maturity date range start | 4-Feb-11 | ' | ' | ' |
Notes payable maturity date range end | 4-Jan-13 | ' | ' | ' |
Description of installments payment on notes payable | ' | ' | '24 equal installments of $11,927 commencing February 4, 2011 through January 4, 2013. | ' |
Amount payable under each installments on notes | 11,927 | ' | ' | ' |
Note payable outstanding | ' | ' | 70,405 | ' |
Rent expense | ' | ' | 27,570 | 40,661 |
Accrued interest | ' | ' | 350,000 | ' |
Garden City [Member] | ' | ' | ' | ' |
Commitments and Contingencies (Textual) | ' | ' | ' | ' |
Description of rental payments under operating lease | ' | ' | 'Monthly payments ranging from $6,056 to $6,617 plus a portion of the operating expenses through June 2014. | ' |
Garden City [Member] | Maximum [Member] | ' | ' | ' | ' |
Commitments and Contingencies (Textual) | ' | ' | ' | ' |
Rent expenses per month | ' | ' | 6,617 | ' |
Garden City [Member] | Minimum [Member] | ' | ' | ' | ' |
Commitments and Contingencies (Textual) | ' | ' | ' | ' |
Rent expenses per month | ' | ' | 6,056 | ' |
Waltham, MA [Member] | ' | ' | ' | ' |
Commitments and Contingencies (Textual) | ' | ' | ' | ' |
Rent expenses per month | ' | ' | $29,000 | ' |
Contract lease expiration date | ' | ' | 30-Jun-14 | ' |
Related_Party_Transactions_Det
Related Party Transactions (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2014 | Dec. 31, 2013 | |
Related Party Transactions (Textual) | ' | ' |
Due to officer | $903,869 | $801,875 |
Rent expenses per month | 1,500 | ' |
Charles M. Piluso, Cliff Stein, John Coghlan and Jan Burman and their affiliates [Member] | ' | ' |
Related Party Transactions (Textual) | ' | ' |
Due to officer | $903,869 | ' |
Convertible_debt_Details
Convertible debt (Details) (USD $) | 0 Months Ended | 1 Months Ended | 0 Months Ended | ||
Aug. 13, 2013 | Aug. 04, 2010 | Feb. 28, 2013 | Jan. 31, 2012 | Aug. 09, 2013 | |
Director [Member] | Director [Member] | Chief Executive Officer [Member] | |||
Convertible Debt (Textual) | ' | ' | ' | ' | ' |
Convertible promissory note | ' | ' | $100,000 | $500,000 | $100,000 |
Conversion price | ' | ' | $0.15 | $0.85 | $0.15 |
Interest rate on note | ' | 4.00% | 10.00% | 10.00% | 10.00% |
Note maturity date | 13-Aug-14 | ' | 28-Feb-14 | 31-Jan-15 | 30-Apr-14 |
Warrants issued | ' | ' | 66,667 | ' | 66,667 |
Warrants value recorded as a discount | ' | ' | 17,851 | ' | 17,851 |
Accrued interest on note | ' | ' | ' | $45,890 | ' |
Stockholders_Equity_Details
Stockholders' Equity (Details) (USD $) | 3 Months Ended |
Mar. 31, 2014 | |
Options [Member] | ' |
Summary of option/warrant activity | ' |
Outstanding, Beginning | 6,921,084 |
Granted | ' |
Exercised | ' |
Cancelled | ' |
Outstanding, Ending | 6,921,084 |
Exercisable, Shares at March 31, 2014 | 5,255,964 |
Weighted Average Exercise Price Outstanding, Beginning | $0.24 |
Weighted Average Exercise Price, Granted | ' |
Weighted Average Exercise Price, Exercised | ' |
Weighted Average Exercise Price, Expired/Cancelled | ' |
Weighted Average Exercise Price Outstanding, Ending | $0.24 |
Exercisable, Weighted Average Exercise Price at March 31, 2014 | $0.24 |
Options [Member] | Maximum [Member] | ' |
Summary of option/warrant activity | ' |
Range price per share, outstanding, Beginning | $0.85 |
Range price per share, Granted | ' |
Range price per share, Exercised | ' |
Range price per share, Expired/cancel | ' |
Range price per share, outstanding, Ending | $0.85 |
Range price per share, Exercisable at March 31, 2014 | $0.85 |
Options [Member] | Minimum [Member] | ' |
Summary of option/warrant activity | ' |
Range price per share, outstanding, Beginning | $0.02 |
Range price per share, Granted | ' |
Range price per share, Exercised | ' |
Range price per share, Expired/cancel | ' |
Range price per share, outstanding, Ending | $0.02 |
Range price per share, Exercisable at March 31, 2014 | $0.02 |
Warrants [Member] | ' |
Summary of option/warrant activity | ' |
Outstanding, Beginning | 133,334 |
Granted | ' |
Exercised | ' |
Cancelled | ' |
Outstanding, Ending | 133,334 |
Exercisable, Shares at March 31, 2014 | 133,334 |
Weighted Average Exercise Price Outstanding, Beginning | $0.01 |
Weighted Average Exercise Price, Granted | ' |
Weighted Average Exercise Price, Exercised | ' |
Weighted Average Exercise Price, Expired/Cancelled | ' |
Weighted Average Exercise Price Outstanding, Ending | $0.01 |
Exercisable, Weighted Average Exercise Price at March 31, 2014 | $0.01 |
Warrants [Member] | Maximum [Member] | ' |
Summary of option/warrant activity | ' |
Range price per share, outstanding, Beginning | $0.02 |
Range price per share, Granted | ' |
Range price per share, Exercised | ' |
Range price per share, Expired/cancel | ' |
Range price per share, outstanding, Ending | $0.02 |
Range price per share, Exercisable at March 31, 2014 | $0.02 |
Warrants [Member] | Minimum [Member] | ' |
Summary of option/warrant activity | ' |
Range price per share, outstanding, Beginning | $0.01 |
Range price per share, Granted | ' |
Range price per share, Exercised | ' |
Range price per share, Expired/cancel | ' |
Range price per share, outstanding, Ending | $0.01 |
Range price per share, Exercisable at March 31, 2014 | $0.01 |
Stockholders_Equity_Details_Te
Stockholders' Equity (Details Textual) (USD $) | 3 Months Ended | 1 Months Ended | 3 Months Ended | 1 Months Ended | 0 Months Ended | |||||
Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 | Oct. 31, 2008 | Mar. 31, 2014 | Dec. 31, 2010 | Mar. 31, 2014 | Apr. 23, 2012 | Mar. 31, 2014 | Dec. 31, 2013 | |
2008 Equity Incentive Plan [Member] | 2008 Equity Incentive Plan [Member] | 2010 Incentive Award Plan [Member] | 2010 Incentive Award Plan [Member] | Amended and Restated DSC Incentive Award Plan [Member] | Warrants [Member] | Warrants [Member] | ||||
Stockholders' Equity (Textual) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum term of stock option from the date of grant | ' | ' | ' | '10 years | ' | '10 years | ' | ' | ' | ' |
Options outstanding | ' | ' | ' | ' | 3,075,938 | ' | 3,845,146 | ' | 133,334 | 133,334 |
Description of consistency of material terms of options granted | ' | ' | ' | ' | 'Outstanding Equity Awards at Fiscal Year-End December 31, 2011", including 5 year graded vesting schedules and exercise prices equal to the fair market value of our common stock on the date of grant. | ' | ' | ' | ' | ' |
Reserved shares of common stock for issuance | ' | ' | ' | ' | ' | 2,000,000 | ' | ' | ' | ' |
Shares available for future grants | ' | ' | ' | ' | ' | ' | 1,154,854 | ' | ' | ' |
Amount of annual contribution per employee | ' | ' | ' | ' | ' | ' | ' | $100,000 | ' | ' |
Common stock, par value | $0.00 | ' | $0.00 | ' | ' | ' | ' | ' | ' | ' |
Authorized capital stock, shares | 260,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, shares authorized | 250,000,000 | ' | 250,000,000 | ' | ' | ' | ' | ' | ' | ' |
Series A, preferred stock, shares authorized | 10,000,000 | ' | 10,000,000 | ' | ' | ' | ' | ' | ' | ' |
Series A, preferred stock, par value | $0.00 | ' | $0.00 | ' | ' | ' | ' | ' | ' | ' |
Total unrecognized compensation expense | 241,513 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based compensation expense for options | $37,657 | $58,125 | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average period expected to recognized compensation expense (in years) | '1 year 8 months 12 days | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Litigation_Details
Litigation (Details) (USD $) | 3 Months Ended |
Mar. 31, 2014 | |
Litigation [Abstract] | ' |
Unpaid wages | $67,392 |